documents and instruments now or at any time hereafter executed
<br />and/or delivered in connection therewith or related thereto,
<br />including, but not limited to, the Guaranty and this Agreement, as
<br />all of the foregoing now exist or may hereafter be amended,
<br />modified, supplemented, extended, renewed, restated or replaced.
<br />(i) "Financing Order• shall mean the Interim Order
<br />Authorizing Financing, Granting Senior Liens and Super Priority
<br />Administrative Expense, Modifying Automatic Stay and Authorizing
<br />Debtors to Enter Into'and Assume Agreements with Congree.s Financial
<br />Corporation (Western) dated November _, 1990 in the Chapter 11
<br />Cases and such further interim, permanent and/or supplemental
<br />orders relating thereto or authorizing the granting of c;redit by
<br />Lender to Borrower pursuant to Section 364 of the Bankniptcy Code,
<br />each in form and substance satisfactory to Lender.
<br />(j) 'GAAP" shall mean generally accepted accounting
<br />principles as i-. affect on the date hereof consistently applied.
<br />(k) "Guaranty" shall mean the Continuing Guaranty and
<br />Waiver, dated of even date herewith, by Guarantors in favor of
<br />Lender absolutely and unconditionally guaranteeing all of the now
<br />existing and hereafter arising obligations, liabilities and
<br />indebtedness of Borrower to Lender, including, without limitation,
<br />those arising under, related to or evidenced by the Financing
<br />Agreements, as the same now exists or may hereafter be amended,
<br />modified, supplemented, extended, zenewed, restated or replaced.
<br />(1) 'Indebtedness" shall mean, as to any Person, all
<br />items which, in accordance with GAAP, would be included in
<br />determining total liabilities shown on the liability side of its
<br />balance sheet as at the date such Indebtedness is to be calculated
<br />and, in any event, shall include any liabilities secured by any
<br />mortgage, pledge, lien or security interest existing on such
<br />person's owned or acquired property.
<br />(m) 'Obligations' shall mean all now existin.q and
<br />hereafter arising obligations, liabilities and indebtedness of
<br />Guarantors to Lender and/or its affiliates or participants, of
<br />every kind and description, however evidenced, whether direct or
<br />indirect, absolute or contingent, joint or several, secured or
<br />unsecured, due or not due, primary or secondary, liquidated or
<br />unliquidated, whether arising before, during or after t:he initial
<br />or any renewal term of the Financing Agreements, or after the
<br />conversion or dismissal of any of the Chapter 11 Cases, or before,
<br />during or after the confirmation of any plan of reorganization for
<br />any of Guarantors, whether arising under or related to this
<br />Agreement, the Guaranty, the other Financing Agreement::, the
<br />Financing Order or by operation of law, and whether inc;urred by
<br />Guarantors as principal, surety, endorser, guarantor or otherwise
<br />and including, without limitation, all principal, interest,
<br />financing charges, early termination and other fees, commissions,
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